The Complaint alleges that Defendants, individually and
severally, conspired to wrongfully and materially interfere with
the business operations of the Plaintiffs by publishing false
statements to the customers and investors, concerning the
Plaintiffs' financial position. The Complaint further alleges
that Defendants, jointly or severally, competed in violation of
the Restrictive Covenant as part of the acquisition of Defendant
Hoffer's company. The Complaint further alleges that Defendants,
individually and severally, acted to divert commercial
transactions away from Plaintiffs causing Plaintiffs to
experience losses in sales and good will.

Filed simultaneously with the Complaint, is an application
(Order To Show Cause) for Injunctive Relief, seeking suspension
of Plaintiffs obligation to remit additional sums required as
part of the acquisition. The application is supported by the
Certification of Anthony Shupin, Plaintiffs' President, who
asserts that the wrongful acts of Defendants have had a
deleterious affect and seeks a Court Order authorizing the
suspension of payments until further Order from the Court. Mr.
Shupin's Certification states that all required past payments
have been satisfied.